0000950134-07-009594 Sample Contracts

UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION
:   Agreement • May 1st, 2007 • Baker Hughes Inc • Oil & gas field machinery & equipment

Defendant BAKER HUGHES INCORPORATED (“Baker Hughes”), Delaware Corporation, by its undersigned attorneys, pursuant to authority granted by its Board of Directors, and the United States Department of Justice, Criminal Division, Fraud Section (“Department of Justice” or the “Department”) enter into this Deferred Prosecution Agreement (“Agreement”) which shall apply to Baker Hughes and all its affiliates and subsidiaries including Baker Hughes Services International, Inc. (“BHSI”). The terms and conditions of this Agreement are as follows:

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AGREEMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE
Agreement of Resignation, Appointment and Acceptance • May 1st, 2007 • Baker Hughes Inc • Oil & gas field machinery & equipment • New York

This Agreement of Resignation, Appointment and Acceptance is made as of April 26, 2007 and effective as of May 1, 2007 by and among that issuer or other person who is identified in Exhibit A attached hereto (the “Exhibit”) as the Issuer (the “Issuer”), Citibank, N.A., a national banking association, duly organized and existing under the laws of the United States and having its principal corporate trust office in New York, New York (the “Bank”) and The Bank of New York Trust Company, N.A. (“BNYTC”), a national banking association, duly organized and existing under the laws of the United States and having its principal office in Los Angeles, California.

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